Project: Hulk
by Pro-Literacy
Summary: Wolverine left his duties with S.H.I.E.L.D long ago. Nick Fury has returned to his life for the services that only Weapon X can provide. Begrudgingly, he agrees to help. Scott Summers, having aged into formidabble, if youthful, leader, tags along.
1. Chapter 1

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**Project: Hulk**

By Pro-Literacy

* * *

During his years of active duty in Weapon X, the ones he could remember anyway, Logan would never have guessed that he would end up babysitting students at Xavier's Institute for Gifted Youngsters. In many ways, he was grateful for this opportunity, one where he could atone for his many previous sins, one where he could make the world a better place. In a life he could barely remember, he knew he had committed numerous acts of varying evil. At the Institute, though, Charles Xavier had given him another chance to make up for his previous life, a chance to sleep peacefully, a chance to become human again.

If he slept at all that is. The mansion was a busy place. Logan's current job bordered on the obnoxious. A lifeguard he was not. Bodyguard, perhaps, but his place was not atop a white chair overlooking the mansion's pool.

"Mutant ball!"

"If you ice my bathing suit. . .I will destroy you."

"Watch the fire!"

"You're shedding in the pool. You're shedding in the pool!"

"Relax."

"Watch the fire!"

"Where's Jean?"

"Seriously, this side of the pool is freezing."

"THERE IS FUR EVERYWHERE!"

Logan sighed. Children will be children, Charles had told him a multitude of times. The cliché was lost on Logan though; he couldn't remember childhood. He could never grab hold of those memories, even during the intense psychic workouts he and the Professor conducted weekly. Sometimes, though, in dreaming, he could remember certain feelings—only the strongest ones.

"Hey, Logan!" An eager-beaver voice bellowed. "Catch!"

Bobby Drake, braver than any of the other New Recruits but not quite an X-man, tossed a ball of ice at his combat instructor. Logan should have grinned, those familiar merest upward curling of his lips. He respected courage. However, Bobby's sloppy approach disappointed him. He made a mental note to fix that as he tilted his head sideways to dodge the incoming projectile. He narrowed his eyes at the playful mutant. His instincts told him to ignore him, maybe he'd go away.

_Humor him, won't you? He's young and energetic. For the first time, in quite a while, he is responsibility-free._

"Where's Ororo? She's the motherly type." Logan growled.

_And what are you?_

He grinned, "I'm motherly, Chuck. In the abusive uncle kind of way."

Before Logan could reply again, another voice interrupted him.

"Honestly, Logan, when will they get another chance like this?"

Ororo asked as she entered the pool area. She dropped pool towels and sunscreen on a seat. She dropped the towel around her waist revealing toned, long brown legs. She stood an African goddess, a goddess that was not unnoticed by the significantly teenage male students.

"Mein gott, I'm kind of glad that Evan isn't around any more." Kurt muttered to a cluster of younger mutants."

"Tell me about it." Bobby whispered, his eyes glazed over.

Logan didn't laugh at the comments he heard—he was the only one who could have with his heightened hearing—though they did humor him. In all fairness, Ororo was stunning, an object of lust for most members of the X-Men. Even the stoic Scott Summers had entertained lustful thoughts. None of them had the guts to act on them though. Scott was the only one old enough, legally, anyway, but, though tensions had begun to appear between him and Logan, not even he wanted to get between the two of them. Besides, he had Jean.

"Listen, 'Ro. If they want test themselves against me." Logan looked had at the crowd of young mutants. "They know where to find me. The danger room."

He hopped off the white tower-chair and stalked off toward the gate. Before he could un-latch it, a beach ball, moving at speeds he couldn't dodge hit him in the small of his back.

Ororo, eyes glowing white, stood. Wind rushed around her, tearing up bits of grass and cement. She smiled.

"Mutant Ball."

The students cheered as utter chaos broke out among the Xavier mansion.

* * *

Destruction. Suffering. Moans of pain echoed off of the cracked pavement. The remnants of building lay in ruins, dust collected in pools of blood. Teeth, tears and shattered glass littered the cement floors. Fires had broken out, ravaging apartments beyond all control. New York City had just lost a dozen city blocks.

The culprit behind this destruction was a monster. He stood seven feet tall and resembled a small tank. His green skin had been discovered to be bullet-proof, fire-proof, utterly invulnerable to all methods of attack.

The city had fallen under the powerful hand of this behemoth creature. As it walked through the city streets, worried citizens scurried out of its way. Several people murmured concerns over the state of the police and who would protect them, over who could protect them. Unfortunately, this beast, eyes glowing with green rage, had already beaten two units of New York City's finest. The police department wasn't willing to risk the lives of any more of their members for a pointless cause. Calls had been made to the White House to bring in the National Guard or The Avengers. Eventually, the government responded, but all of their active troops were thousands of miles away. Relief would not be provided anytime soon. For now, this criminal giant walked freely and without repercussion for any of the damage it caused. With dirt on its bare feet and blood on it hands, it continued to cut a destructive swath through the heart of New York. Screams and shrieks followed it. The furious green beast let out a bellow of its own as it swung its might arms and crushed the wall of a department store, brings the building down to its foundations. Continuing its rampage, it swung another meaty fist, at nothing in particular, roaring with rage. Men wept and women screamed and children cried as they bore witness to this act of meaningless destruction. Their lives were in ruin, even if they were to survive this encounter with the beast. Their homes and business destroyed beyond all repair. Where was their champion? Where was the government? Nowhere useful and the hulking creature showed no signs of stopping willfully.

In move reminiscent of a gorilla, the creature thumped his own chest, that chest being the only thing that could withstand the force behind his blows. He roared in frustration, frustration that no one understood, and slammed the ground repeatedly. If they weren't in such immediate danger, the crowd might feel pity for it, might wonder what had caused this brute such pain. But there was no time for that. The force from the blows that the creature was inflicting on the ground rivaled the power of an earthquake. The remains of the surrounding building wobbled and threatened to complete fall over. A cement block unhinged from a wall high above the ground and fell towards the earth at escape velocity. The rubble fell to the ground nearly crushing a group of school children.

"Where's the police!" Someone shouted out in the distance. "What is that thing?"

"My father's hurt. He's losing a lot of blood. Someone help!" another bemoaned.

"Call an ambulance."

"Call the fire department!"

"Call someone. Please."

_Someone's got to do something _Peter Parker mused to himself. _He's going to wreck _

_the entire city. _

He had not wanted to change into his costume in front of all of these people, hoping that the police would settle matters before he would have to. Spider-Man dealt with purse-snatchers and physical assaults, minor infractions of the law that the police couldn't always keep track of. However, his city needed him now and he seemed to be the only one available. There was no time to be scared. Truth be told, Peter was terrified, this creature was more powerful than anything he'd ever seen before. Sure bad guys like the Rhino were strong, but even they had their limits. And so did Peter. But in the spirit of a true hero, he ignored his fears, shed his homely clothes, and stood as Spider-Man.

As he slipped on his mask, he heard a woman near him mutter a thankful prayer. He reached into his backpack and grabbed his web-shooters and discarded his other belongings by tossing them aside. He turned towards the beast, which had given up pounding the ground and had started to stalk away. Before it could get away, Peter shot out a web that encircled the creature's feet.

"Hold it right there, gruesome. You're not going anywhere and I'm bringing you down!"

Spider-Man stood strong, One hundred and thirty pounds of pure hero.

"That's our champion?" Someone muttered at the young superhero. "That guy is going to snap him like a twig."

"Yeah, couldn't we have someone strong? Like Thor? Or the Thing? Why him?"

Peter was hurt by these comments.

"Hey, I'm strong." Peter paused. "Well, I might not look it. But I'm wiry! Check this out."

Using all of his strength, Peter pulled on the web. The huge green beast toppled to the ground. Unfortunately, like the buildings that had been knocked over, his fall caused rubble to rain down from the sky. A child atop an apartment balcony shrieked as he watched cement fall over him. Peter swore and webbed over to the boy and, not having to time push him away, shielded the boy with his own body. He let out a grunt of pain as the rubble connected with his body.

The beast bellowed with rage and then broke free of his restraints with a mere flexing of his legs. He stood up and began to walk away again, deeming Spider-Man as a mere annoyance.

"Get 'im, Spider-Man." The young boy smiled up at Peter. "I know you can."

With this vote of confidence, Peter stood and leapt down from the balcony, foregoing the typical web. Instead, he used the force of gravity to connect a heavy a blow to the beast. His aim was true and his fist connected solidly with the beast's shoulder. The blow caused the beast to stumble, but not fall, and served only to enrage, but not incapacitate. It roared and swung a tower-toppling arm in Peter's direction. That blow, too, connected and Spider-Man was sent careening into an automobile. Shaking off the punch, Spider-Man climbed to his feet. Hesitant to physically confront the beast toe to toe again, Peter decided to tie it up. He shot out a web and another and another. All of them connected and the beast roared in frustration. Once his opponent was covered head to toe in a cocoon of webbing, Spider-Man let himself relax.

"Now that I have your attention, you might be able to listen to a few questions that I might have. First of which, why exactly are you so mad? Did you not have your morning coffee?" The joke was bad but Spidey-quips were his trademark, he had to reputation to uphold. "Second off, why is your skin green? You look like the jolly green giant." He was really on a roll; _I should consider a career in comedy._

Spider Man took advantage of the beast's preoccupation with his restraints, to take a running start. There was no time for jabs or a one-two combo, Peter was looking for a knockout blow right here and now. Running up the side of an upturned car, he used the automobile as spring board and leapt up into the afternoon sky. He brought down both of fists right into the bridge of the beast's nose. The creature, unfortunately, wasn't knocked out. He wasn't even knocked down. In fact, the blow had hurt Peter the most, as he had managed to break his left wrist, which had dealt the brunt of the blow. The monster roared again and then burst out of his webbing. He let out another harsh roar in Spider-Man's directions.

Peter swore. His strongest attack had been received by the creature without any visible damage. Cradling his hurt arm, he thought about other methods of bringing the beast down. The beast had started to consider him a threat and he had to deliver. Thinking quickly, Peter shot a web out towards a fire hydrant. Pulling upwards, he swung the hunk of metal in a wide arc. The projectile connected with the monster's face though, as usual, he seemed unphased. Peter swore again.

"Everyone should get out. Things are going to get really messy here." Peter spoke to the huddled crowds.

They took his advice and most began to run. Some wished him good luck in muttered tones as they scrambled to safety. Peter sighed as most of them cleared out, leaving him utterly alone. Before his mother whisked him away, the boy on the balcony shouted out, "I believe in you spider-man!" The only one brave enough to do so.

The monster stomped his way towards Peter, who, stoically, remained still. The beast, moving at a speed faster than even Spider-Man's heightened reflexes could deal with, snatched Peter up like a rag-doll. Then, testing the limits of the hero's durability, he swung Peter high above his head and then slammed him into the cement ground. Refusing to release the hero, the monster, using both hands, gripped Peter like a baseball bat and swung him into a parked car. Peter slumped in the creature's hands, barely clinging to consciousness. The monster sensing the defeat, tossed Peter away. Peter rolled onto the pavement, grateful for the brief respite from the assault. His body had sustained considerable damage. Ribs were broken and bruises had already begun to appear. There was a curious tweak in his back that he hoped wasn't too serious and wouldn't affect his agility in the future. His costume had been torn and ripped, his mask barely in existence. Blood seeped through the formerly durable fabric. He struggled to get up again, to keep on fighting. The process of getting on his feet was a painful one; the curious tweak in his back had served to shoot paralyzing pain up and down his spinal cord. He lay back down and took several breaths to maintain composure. However, as he began to collect what little strength he had left an authoritative voice from the background interrupted him.

"Take a break, kid." The source of the voice was a tall, black man with sharp features. "The cavalry's arrived."

Behind the man dressed in formal military wear, stood fifty heavily-armed S.H.I.E.L.D officers and more climbing out from the tanks they came in.

"Thank god. . ." Peter managed to stammer before sinking into unconsciousness.

* * *

Mutant ball, the sport of choice at the Xavier Institute, was a dangerous game for all involved. All of the mutants, from the young to the old, had never outgrown their zeal for their powers. Xavier, himself, though not an active player, promoted the game as it built up pride in the use of powers. Flagrant usage was frowned upon and often times couldn't be helped.

From the pool, Kurt teleported himself and about twenty gallons of pool water fifty feet above a seemingly unsuspecting Jean. She happened to be clad in a form fitting white t-shirt, an outfit that was not lost on Kurt. Unfortunately for the furry one, Jean's psychic abilities often bordered on pre-cognitive. She did not even attempt to dodge Kurt or the oncoming water; instead she used her telekinesis to halt both the furry one and the liquid mid-fall. She lifted her hands to her head in concentration but before she could hurl Kurt away, a concentrated, low-powered optic blast grazed her shoulder making her lose focus. Drenched, she looked at the culprit, Scott, who had been standing twenty yards away and had also hoped for Jean's loss of decency. From the distance, Scott shrugged at his girlfriend. Jean returned his smirk with a telekinetic hand that slapped him in the back of the head.

_You tread on thin ice, Summers._

He grinned at her. Another telekinetic slap connected with the back of his head, followed by another and another. He ran to avoid more blows.

_I couldn't help myself. It was worth it._

Inside the pool, Bobby had struggled against Amara and the rest of the New Mutants for domination. Bobby had developed his powers the most out of all of the younger recruits and as such the rest of them had ganged up on him. Bobby had frozen much of the pool and was fighting to keep it that way. But attacked from Cannonball and Amara were destructive to his icy creations.

"My ice kingdom shall not be destroyed by you peons!" Bobby shouted, in complete melodramatic character. "My reign will be assured and my wrath swift!"

Iceman used his powers to create a castle inside the pool. One that all of the mutants, including the older X-men, had decided to breach.

"Fellow rebels, we must unite!" Jamie Maddox, the youngest mutant and equally melodramatic, cried out wildly waving his arms. "I'll take point. To arms! To arms!"

Under Jamie's guidance, the other mutants assembled against Bobby's fortress. The Iceman began to augment his castle, building it higher and higher. Jamie scaled the walls without the use of a rope. Instead, he just created more and more copies to climb atop each other. He was determined to breach the walls.

At the bottom of the icy fortress, Amara had sent spirals of flame into the base of the structure. Bobby took notice and begun to hurl down balls of snow at her. She fled to safety. Cannonball, however, took over where she left off and careened into the tower, knocking it over. The Jamie copies all fell to the ground followed by a surprised Bobby. As he fell, he let out a heart-wrenching scream.

Bobby hit the ground much harder than Jamie did. He lay still and silent. Immediately, Jean went to check on him.

"Bobby! Are you alright? Are you hurt?

Bobby didn't even open his eyes. The other mutants began to take focus on Bobby and muttered among themselves.

"Oh, man. He's iced out."

"How high was he? It must've been thirty feet at least. Probably more."

"What if he's crippled? We'll have to change his codename to wheels."

Jean shook Bobby again.

"Bobby! Bobby!"

The Iceman opened one eye. His lips curved into a smile.

"My reign will come again."

With that, the game resumed.

* * *

Spider-Man had fallen unconscious while the city lay in ruins. He awoke, in safety, inside of a government issued van. As he tried to move, he felt his organs, bones, and ligaments explode in pain. A man dressed in soldier garb with a S.H.I.E.L.D badge on his chest sat next to him, presumably as a guard. Peter noticed that this soldier wasn't the man who had spoken to him earlier.

"Who are you?" Spider-Man asked weakly, his voice barely a whisper, a lung must've been punctured. "Where am I?"

"My name is Sergeant Westmont. I'm a medic. I've been instructed to look after you and tend to your injuries." The man grinned at him. "and there are quite a few. You took a beating that a slab of adamantium couldn't handle. You've got guts, kid."

"Is the city safe?"

The man frowned at him, "Not quite. We're still mobilizing our forces and detain the subject."

"Who's the subject? What is that thing?"

"I'm sorry, Spider-Man, but I'm not at liberty to disclose that information. When Colonel Fury returns though, once the subject has been subdued I'm sure he will provide enlightenment for you."

Outside of the van though, the battle had come to a halt and not in the favor of the S.H.I.E.L.D strike force. Most of the agents had been injured by the monster, which had begun to attack full force in an attempt to get away. Nick Fury's strike force team had set up perimeter around the area, but his forces were to weak to contain the beast.

Speaking into his ear piece, the Colonel contacted his surveillance team, "Command center, this is Fury. Has the area been cleared?"

"Copy that, Fury. Get your men out of there. You're not going to win this fight."

"Understood."

Colonel Fury ordered his men to cease and retreat. The agents were glad to get to safety and they scurried to get inside the safe doors of the vans and tanks. Once he made sure all the injured agents had been collected, he finally retreated back to his van. The monster was left free to roam the city streets again. Immediately, it did exactly that, thankful to get away from the painful weapons the S.H.I.E.L.D officers had used on him.

Back in the van, Peter felt free to address the Colonel. Spider-Man and Fury had never formally met but even as a newcomer to the world of super-heroics Peter knew that the infamous Colonel Fury served as an intermediary between the government and the super-powered.

"How are you feeling, Peter?" The colonel asked as he climbed through the van's side door.

"Like a building just fell on me." Peter grunted, "Wait, how did you know my name.?"

"I'm Nick Fury, I represent Project S.H.I.E.L.D. I know a lot of things you don't. But right now you need to receive medical attention. Well, we're going to take good care of you. The medic here has already set your bones. Need anything for the pain?"

"How about ninety advil? I think that might take the edge off." Spider-Man, maskless completely now, frowned up at Nick Fury. "What was that thing? Why was he so fuckin' destructive?"

Nick Fury ordered the drive of the van to take them to their next destination. The van rumbled as it took speed causing Peter to moan with pain.

"You got some guts, kid."

"I've heard that before. Now, the medic said that you'd give me some answers. I want them."

"I'm really not at liberty to answer that. Sorry, kid."

"Why don't you tell me where we're going then?"

"I can't tell you that either, sorry. You're under the protection of S.H.I.E.L.D right now. I'm sorry about that also."

"You're sorry? I almost died out there. Way to extend your hand of protection." Peter let anger power his voice, despite the pain his lungs caused him. "I deserve some answers. If you don't give them to me willingly, I'll take them from you by force."

Nick Fury couldn't help but smirk, "You should probably leave the anti-hero stuff to the Punisher, kid."

Peter didn't mile. Nick sighed.

"That thing that attacked you? That was part of S.H.I.E.L.D's newest developments, Project: Hulk."

"Project Hullk?"

"Yeah," Nick said as he took a cigar out of his breast pocket. "A super-soldier designed to combat any mutants that got out of control. We designed Hulk to be unstoppable. He we combined Class A strength, speed, and durability with a specially-devised healing factor. So even if you did manage to hurt the Hulk, he would just bounce right back."

"Well, fantastic. How do you plan on stopping it? A nuke? Put a call into the Avengers?"

"The Ultimates are off on another mission currently. Our best line of defense would be last year's mutant-control models."

"Which would be?"

"The Sentinels."

"The Sentinels? Weren't those metal heaps the cause for New York's tragedy last year?"

"S.H.I.E.L.D hasn't exactly been on a winning streak with their latest projects."

"Oh? I hardly noticed."

"You're really not in any position to be sarcastic."

"But I thought I was under the protection of S.H.I.E.L.D? Oh yeah, your protection sucks."

"You better watch it."

Peter sighed, "Fine, will you at least tell me where we're going?"

"We're going to get you checked out."

"Like at a hospital?" Peter asked.

"Do you really want to explain your injuries there?" Fury's authoritative voice questioned. "I didn't think so. A conventional hospital probably has no idea how to deal with your genetics anyway."

"Then where are we going?"

"Charles Xavier's Institute for Gifted Youngsters."

"Fantastic. The freak farm." Peter had heard the rumors about the place. Basically, Nick Fury just confirmed that everything he had heard about it was true. With that last thought of negativity, Peter Parker passed out again.

* * *

Despite the strong, unnatural winds, Logan could not be knocked off of his feet. Just as he was about to get into the game and go with the flow, his sensitive nostrils picked up an all-too-familiar scent.

A nondescript black van pulled into the driveway. Though, Logan couldn't see the passengers, he knew immediately who they were: S.H.I.E.L.D. To the shrieks from the younger mutants, he leapt out of the pool area with alarming speed, over the fence, and towards the van. With a snarl, he hurled his body towards his intended target. Before he could extend his claws, however, Xavier, who had been psychically monitoring his behavior, immediately reacted to Logan's sudden act of aggression by telepathically shutting down his motor functions. Logan crashed to the ground, his body no longer in his control.

Scott, Ororo, and the other students followed Logan's fall. Scott rushed to check on his former teacher. Ororo confronted the van, her eyes glowing with her mutant powers. She didn't wait for the passengers to get out; instead she used the wind to shatter the glass in the driver's window.

"Who are you?" She asked harshly.

Taking a moment to collect himself, Nick Fury stepped out of the van.

"My name is Colonel Nick Fury. I'm with the government and I need your help.

* * *

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Any suggestions are always welcome. If you review, I will certainly treat you well.


	2. Chapter 2

So worthless


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